8) The fees set forth above are exclusive of taxes or fees, which are the responsibility of the EXPO customer. All taxes and fees (including without limitation any foreign taxes and fees) (e.h., sales tax, VAT, etc.) shall be borne by the EXPO customer and shall be applied in accordance with the then applicable tax laws for each respective state, province, country, or otherwise.

EXPO VENDOR RULES & REGULATIONS

1. Acceptance of Terms. These Expo Vendor Rules & Regulations (the “Expo Rules”) apply to each IRONMAN® Village Expo or other vendor exhibition (each, an “Expo”) organized by the applicable subsidiary or licensee of World Triathlon Corporation that is based in the country in which the Expo is to take place (such subsidiary or licensee, as the case may be, is

referred to herein as “IRONMAN”). The vendor named above (“Exhibitor”) shall be bound by these Expo Rules. These Expo Rules will not constitute a binding legal contract unless and until IRONMAN accepts the Exhibitor’s application and approves of the information provided in such application.

2. Availability. Although applications are generally accepted on a first-come, first-served basis, and acceptance is subject to availability, IRONMAN reserves the further right to accept or reject any application for any Expo area for any reason IRONMAN deems appropriate. Booth/location preference is not guaranteed. IRONMAN reserves the right to relocate space in the interest of a better showing of exhibitors or any other reason IRONMAN deems appropriate.

3. Not Transferable. Exhibitor shall not assign or delegate any of its rights or obligations under the Expo Rules. Expo spaces are not transferable to any other entity or person. Exhibitor shall not assign, share, or sublet any part of the Expo space. Only the Exhibitor’s business or products may be promoted in the Expo space. Any purported assignment, transfer, sublicense, or delegation in violation of these Expo Rules is void ab initio.

4 a. Items for Sale; Limit on Brands - all events in Europe. At least 15 days before the Expo, Exhibitor must provide to IRONMAN a written description of all of Exhibitor’s proposed activities, samples/products, and give-a-away items, all of which will be subject to the prior written approval of IRONMAN.

4 b. Items for Sale; Limit on Brands - IRONMAN events only. Unless IRONMAN gives its prior written approval, Exhibitor shall not sell (or offer to sell) certain types of products and services at the Expo, such as any GPS, timing, or watch devices, or sunglasses under the value of €100. Exhibitor may sell (or offer to sell) only one brand of items per Expo, unless IRONMAN gives its prior written approval; Exhibitor shall pay an additional €500 fee to IRONMAN for each additional brand of items sold (or offered to be sold) in the Exhibitor’s Expo space. Each brand is subject to IRONMAN’s prior written approval. Exhibitor may not sell any IRONMAN-branded items. It is prohibited to sell any items from the categories (1) “Energy drinks” (ready-to-drink beverages that contain significant amounts of caffeine, taurine, and/or a range of B-complex vitamins as the ingredients that are intended to provide such energy boost). (2) Nutrition in the form or pre, during, post race energy gels, bars, electrolyte and isotonic replacement products, protein bars, caps, effervescent tablet and carbo loading powders. For the avoidance of doubt IRONMAN reserve the right to review any expo vendors product range and remove any vendor that contravenes IRONMAN's product selling rules. This list is subject to change during the season.

5. Safety; Security. IRONMAN will not be responsible for the safety of exhibits, exhibit material, and/or Exhibitor’s merchandise against theft, fires, accident, or any other cause before, during, or after the Expo. Exhibitor understands that the Expo may be held outdoors and that the Exhibitor is responsible for the safety of its exhibit during inclement weather. Although it is anticipated that security personnel will be on duty during non-Expo hours, all property of Exhibitor remains the Exhibitor’s responsibility. Exhibitor agrees to make provisions for the safekeeping of its exhibit material, merchandise, etc., before, during, and after the Expo.

6. Prohibited Activities and Products. IRONMAN reserves the right to remove Exhibitor and its accompanying exhibit material from the Expo in the event that an activity or presentation is deemed, in IRONMAN’s sole discretion, inappropriate or detrimental to IRONMAN or the professional nature of the Expo. IRONMAN reserves the right to prohibit Exhibitor from exhibiting, keeping, or promoting in the Expo space any goods or services that IRONMAN reasonably deems detrimental or harmful to IRONMAN, the triathlon event, the host venue, or any third party. Activities that will cause removal by IRONMAN of the Exhibitor and its material include but are not limited to activities that constitute, promote or offer for sale products or methods that are on the World Anti-Doping Agency’s (“WADA”) Prohibited List or, in IRONMAN’s sole discretion, that are on WADA’s monitoring program.

7. Vehicles. Except for setting-up, Tear-Down, deliveries or for selling purposes described in above application, no cars or vans (together “Vehicles”) are allowed on the Expo area without a timely request by Exhibitor and IRONMAN’s written approval. Without a written approval by IRONMAN, a Vehicle cannot be a part of a stand or serve as a display and the Vehicle can be removed from the Expo area by IRONMAN. Furthermore, IRONMAN will not allow such Vehicles onto any other area of the Event unless explicitly approved in a contract or in another signed writing.

8. Late Arrivals. If Exhibitor anticipates arriving at (or setting up) the Expo location later than the date or time communicated by IRONMAN as the proper move-in/set-up window (a “Late Arrival”), Exhibitor shall promptly notify IRONMAN. In the event of a Late Arrival by Exhibitor, IRONMAN reserves the right to (a) re-assign Exhibitor’s specific space to a third party to ensure a professional appearance of the Expo (including without limitation having a contiguous row of occupied Expo spaces (i.e., no “gaps”) on every day of the Expo) and to assign Exhibitor to a replacement space after the Late Arrival, and/or (b) require Exhibitor to move-in/set-up only after the Expo is closed for the day (i.e., “after hours”).

9. Tear-Down; Debris/Trash Responsibility. Exhibitor must remove all exhibits and materials after the Expo by the time indicated by IRONMAN’s representative, and Exhibitor must leave its space clean and free from all rubbish. If Exhibitor fails to do so, IRONMAN reserves the right to (a) impose a reasonable fee for trash removal (which Exhibitor hereby agrees to pay) and/ or (b) terminate or restrict Exhibitor’s Expo rights at future events. No packing or dismantling of exhibits will be permitted prior to the published tear-down time.

10. Insurance. The Exhibitor shall at its sole cost and expense obtain and maintain commercial general liability insurance coverage for the Event(s), in an amount reasonably expected to insure against the anticipated risk of conducting the Exhibitor’s activity at the Event(s). If requested by IRONMAN, Exhibitor shall provide IRONMAN with proof of such insurance.

11. Indemnification. Exhibitor agrees to indemnify, defend, and hold harmless IRONMAN, each of its affiliates, each of their respective successors and assigns, and each of the respective owners, directors, officers, employees, partners, managers, representatives, and agents of IRONMAN and such affiliates, successors, and assigns (collectively, the “IRONMAN Parties”) from and against any and all claims, causes of action, losses, damages, injuries, deaths, harms, liabilities, suits, proceedings, settlements, judgments, awards, fines, penalties, taxes, court costs, fees (including any attorneys’ fees, legal fees, expert fees, accounting fees, or advisory fees), charges, costs, or expenses directly or indirectly arising out of, relating to, or in connection with: (a) operation, use, set- up, tear-down, over-stay, or holdover of Exhibitor’s Expo space (including without limitation any injury or death to any person, or any loss, damage, theft, or destruction of any property, in connection with such Expo space); or (b) any violation or breach by Exhibitor of any of the Expo Rules.

12. Limitation on Liability of IRONMAN. IRONMAN’s liability for any losses, injury, or damages to persons or properties or work performed arising out of or in connection with these Expo Rules and for any other claim, will be limited to the euro amount of actual funds received by IRONMAN from Exhibitor for its Expo space. Notwithstanding anything to the contrary in these Expo Rules, IRONMAN will not be liable for lost profits or any special, indirect, consequential, or punitive damages. The limitation of liability set forth herein is for any and all matters for which IRONMAN may otherwise have liability arising out of or in connection with the Expo or these Expo Rules, whether the claim arises in contract, tort, statute or otherwise, and this limitation of liability is cumulative, with all payments for claims or damages in connection with the Expo or these Expo Rules being aggregated to determine satisfaction of the limit. The existence of one or more claims will not enlarge this limit.

13. Cancellations/Changes. Cancellations will result in forfeiture by Exhibitor of the total amount(s) due for event(s). Exhibitor shall have the right to transfer an Expo space reservation to another 2019 event in Europe of similar size provided Exhibitor notifies IRONMAN in writing at least 31 days prior to the opening date of Exhibitor’s originally scheduled Expo (the “Expo Start Date”) reservation.

14. Other Cancellations/Changes. If any event (including without limitation any force majeure event) prevents IRONMAN from holding the Expo (other than because of gross negligence or misconduct by Exhibitor), IRONMAN will return the amount paid by Exhibitor for its space with respect to that particular Expo, including the deposit. If for any reason IRONMAN determines that the location of the Expo should be changed or the dates of the Expo postponed, no refund will be made but IRONMAN shall assign to the Exhibitor, in lieu of the original space, such other space as IRONMAN deems appropriate, and the Exhibitor agrees to use such space in accordance with these Expo Rules. Except to the extent expressly provided for in the Expo Rules, IRONMAN shall not be financially liable or otherwise obligated in the event the Expo is cancelled, postponed, or relocated.

15. Binding Effect; No Third-Party Rights. The Expo Rules are binding on, and will ensure to the benefit of, Exhibitor and its successors and permitted assigns (or, as applicable, its heirs and representatives), and on IRONMAN and its successors and assigns. Subject to the immediately preceding sentence, no third party has or will have any rights or remedies under or in connection with the Expo Rules.

16. Dispute Resolution. The Expo Rules (and the accompanying Expo Vendor Application) is governed by the laws of the country in which the Expo is planned to occur. Any dispute or disagreement between the parties in connection with either any interpretation of this contract or the performance or nonperformance thereof shall be settled by direct negotiations between the parties, and if such direct negotiations are unsuccessful, then by binding arbitration. For the purpose of judicial enforcement, the judgment upon any award rendered by the arbitration tribunal may be entered in any court having jurisdiction thereof.

17. Interpretation. The captions and section headings in the Expo Rules are for convenience of reference only and will not affect or be utilized in construing or interpreting the Expo Rules or any portion hereof. If any term, clause, or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity will not affect the validity or operation of any other term, clause, or provision and such invalid term, clause, or provision will be deemed to be severed from the Expo Rules. The Expo Rules will be construed without regard to any presumption or rule requiring construction or interpretation against the party that drafted (or caused to be drafted) the Expo Rules or any portion hereof.

18. Entire Agreement; Modification. The Expo Rules set forth the entire agreement and understanding of the parties relating to the subject matter hereof, and supersede all prior or contemporaneous agreements, arrangements, and understandings, whether written or oral, between the parties. Except as expressly set forth herein, there are no promises, conditions, representations, understanding, interpretations, or terms of any kind as conditions or inducement to the execution hereof or in effect between the parties with respect to the subject matter hereof.

19. Counterpart Signatures. These Expo Rules may be executed in one or more counterparts, each of which will be deemed an original and all of which will constitute one and the same agreement. Delivery by facsimile or by electronic transmission (e.g., in portable document format (.PDF)) of an executed counterpart is effective as delivery of an original executed counterpart of this agreement.

AGREEMENT TO EXPO RULES

I, the undersigned, hereby certify that: By signing below, the undersigned further agrees that the Vendor will comply with, and be legally bound by, the Expo Vendor Rules & Regulations.